Do the Texas Disciplinary Rules of Professional Conduct permit a Texas attorney to
establish a Texas Registered Limited Liability Partnership (L.L.P) with persons who are
not licensed attorneys but who are licensed professionals in their fields under which the
attorney and the other licensed professionals would share contiguous office space and
share expenses, overhead and revenue from common clients?

Statement of Facts

A licensed Texas attorney with a private practice focusing on business-related areas
(transactional matters  contracts, property, oil and gas) wishes to expand the range
of services offered to clients. The attorney proposes to establish an L.L.P. with
professional engineers, accountants/bookkeepers and persons providing land-related
services who would be expected to complement the attorney's practice. It is proposed that
the attorney and these professionals, as partners in the L.L.P., would share contiguous
office space and share expenses, overhead and revenue from common clients.

Discussion

The Texas Disciplinary Rules of Professional Conduct (disciplinary rules) do not
prohibit an attorney from sharing office space and expenses with non-attorneys. An
attorney in such arrangement is required to comply with all requirements of the
Disciplinary Rules, including but not limited to the rules requiring preservation of
clients' confidential information (Rule 1.05 [FN1]),
rules prohibiting conflicts of interest (Rules 1.06, 1.07 and 1.08), and
rules restricting communications concerning a lawyer's practice (rules 7.01, 7.02, 7.03, and 7.04).

However, Rule 5.04(b) provides that "[a] lawyer shall not form a partnership with
a non-lawyer if any of the activities of the partnership consist of the practice of
law." This rule was not modified by the enactment of legislation authorizing the
establishment of L.L.P.s. Since the proposed L.L.P. would be a type of partnership and one
of the activities of the partnership would be the performance of legal services, a lawyer
would violate Rule 5.04(b) by entering into an L.L.P. arrangement with non-lawyers.

Moreover, any arrangement that involved sharing legal services income with
non-attorneys would violate Rule 5.04(a), which
provides, with exceptions not here relevant, that "[a] lawyer or law firm shall not
share or promise to share legal fees with a non-lawyer...." Since the proposed
arrangement would involve the sharing of fees for legal services with non-lawyers, the
lawyer would violate Rule 5.04(a) by entering into such an arrangement. The fact that the
non-lawyers in the arrangement are professionals subject to the licensing requirements of
their professions would not make the arrangement permissible for the lawyer.

Conclusion

Under the disciplinary rules, a lawyer may not establish an L.L.P. or other partnership
with one or more non-lawyer professionals if one of the activities of the L.L.P. or other
partnership would be to provide legal services. In addition, a lawyer may not enter into
an arrangement under which fees for the lawyer's legal services would be shared with
non-lawyer professionals with whom the lawyer shares office space and expenses.

FN1 All citations to Rules are to the provisions of the Texas Disciplinary Rules of
Professional Conduct as currently in effect.